unreviewed financial report

UNREVIEWED FINANCIAL REPORTFor the half year ending 31 December 2020

ABN 30 068 263 098

DIRECTORSChairman (Non-Executive) Stephen Dennis BCom LLB GDipAppFin(Finsia) Director (Non-Executive) Mark Sawyer LLBDirector (Non-Executive) Ricardo De Armas B.S. M.B.A (Harvard)Director (Non-Executive) Ian Pattison B Sc (Hons), PhD, MAusIMM

COMPANY SECRETARYSimon Smith B.Bus, CA

REGISTERED OFFICE (head office) and Address for CorrespondenceSuite 2, Level 8, 309 Kent StreetSydney New South Wales 2000Telephone: +61 2 9119 8111Woodlawn Site Office507 Collector Road, Tarago New South Wales 2580

Email: [email protected]: www.heronresources.com.au

AUDITORErnst & Young 200 George StSydney New South Wales 2000

BANKERSWestpac Bank230-236 Hannan StreetKalgoorlie 6430 Western Australia

SHARE REGISTRYAutomic Pty LtdLevel 5, 126 Phillip StreetSydney New South Wales 2000All security holder correspondence to:GPO Box 5193Sydney New South Wales 2000Telephone: 1300 288 664Email: [email protected]

SOLICITORS TO THE COMPANYAllion Legal Pty Ltd50 Kings Park Road, West Perth Western Australia 6005Resources Legal Pty Ltd1A Rosemead Rd, Hornsby New South Wales 2077

STOCK EXCHANGEAustralian Securities Exchange LimitedExchange Centre, 20 Bridge St, Sydney New South Wales 2000

ASX CODE HRR

INDUSTRY CLASSIFICATIONGICS classification code is 15104020Diversified Metals and Mining

ISIN AU000 000 HRR6

Corporate Directory

Heron Resources LimitedABN 30 068 263 098

UNREVIEWED FINANCIAL REPORTFor the half year ended 31 December 2020

CONTENTSConsolidated Statement of Profit and Loss and Other Comprehensive Income........................2

Consolidated Statement of Financial Position ...........................................................................3

Consolidated Statement of Changes in Equity...........................................................................4

Consolidated Statement of Cash Flows .....................................................................................5

Notes to the Consolidated Financial Statements ......................................................................6

This interim unreviewed financial report does not include all the notes of the type

normally included in an annual financial report. Accordingly, this report is to be

read in conjunction with the annual report for the year ended 30 June 2020 and any

public announcements made by Heron Resources Limited during the interim

reporting period in accordance with the continuous disclosure requirements of the

Corporations Act 2001.

Financial Report - For the half year ended 31 December 2020 - Page 1

CONSOLIDATED STATEMENT OF PROFIT AND LOSS AND OTHER COMPREHENSIVE INCOMEFOR THE HALF YEAR ENDING 31 DECEMBER 2020

Notes 31 Dec 2020 31 Dec 2019$'000 $'000

OTHER INCOME 2 1,502 683

Administrative expenses (474) (442)

Professional services and consultants (1,371) (1,022)

Depreciation and amortisation expense 3a (185) (1,065)

Directors fees (149) (336)

Employee benefits expense (330) (1,792)

Equity settled share based reversal / (expense) 15 216 816

Exploration expenditure expensed (230) (509)

General expenses from ordinary activities 3b (463) (350)

Care and maintenance costs (4,116) -

Finance expense 3c (8,858) (787)

Fair value gain / (loss) on financial instruments 3d (133) (4,978)

Fair value gain / (loss) on equity instruments (704) 12

Lease termination gain / (loss) (1,403) -

Unrealised foreign exchange gain / (loss) 3e 15,207 26

Impairment of mine property - (29,834)

Sedgman provision - 2,985

INCOME / (LOSS) FROM ORDINARY ACTIVITIES BEFORE INCOME TAX EXPENSE (1,491) (36,593)

INCOME TAX EXPENSE - -

INCOME / (LOSS) FROM ORDINARY ACTIVITIES AFTER INCOME TAX EXPENSE (1,491) (36,593)

OTHER COMPREHENSIVE INCOME - -

TOTAL COMPREHENSIVE LOSS FOR THE YEAR (1,491) (36,593)

$ $

Basic earnings / (loss) per share 17 (0.006) (0.103)

Diluted earnings / (loss) per share 17 (0.006) (0.103)

The accompanying notes form part of these financial statements

Page 2 - Financial Report - For the half year ended 31 December 2020

Heron Resources Limited ABN 30 068 263 098

CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 31 DECEMBER 2020

Notes 31 Dec 2020 30 Jun 2020$'000 $'000

CURRENT ASSETS

Cash and cash equivalents 6,771 9,889

Trade and other receivables 4 120 1,529

Inventories 5 3,787 4,327

Financial assets - equity instruments 6 826 1,530

Other assets 7 706 528

TOTAL CURRENT ASSETS 12,210 17,803

NON-CURRENT ASSETS

Restricted cash 3,701 3,701

Other assets 7 110 110

Property, plant and equipment 8 4,396 4,431

Mine property 9 171,156 171,156

Right of use assets 8 8,112 11,999

TOTAL NON-CURRENT ASSETS 187,475 191,397

TOTAL ASSETS 199,685 209,200

CURRENT LIABILITIES

Trade and other payables 10 15,048 8,042

Borrowings 11 100,118 104,112

Provisions 13 333 9,401

Convertible note 12 54,010 56,218

Financial liability - derivative 12 1,501 1,200

TOTAL CURRENT LIABILITIES 171,010 178,973

NON-CURRENT LIABILITIES

Trade and other payables 8,824 8,352

Borrowings 11 5,437 5,626

Provisions 13 15,873 16,001

TOTAL NON-CURRENT LIABILITIES 30,134 29,979

TOTAL LIABILITIES 201,144 208,952

NET ASSETS (1,459) 248

EQUITY

Contributed equity 14 295,601 295,601

Option reserve 15 2,085 2,301

Accumulated losses 15 (299,145) (297,654)

TOTAL EQUITY (1,459) 248




CONSOLIDATED STATEMENT OF CHANGES IN EQUITYFOR THE HALF YEAR ENDING 31 DECEMBER 2020

Note Issued Accumlated Option TotalCapital Losses Reserve

$’000 $’000 $’000 $’000

As at 30 June 2020 295,601 (297,654) 2,301 248

Total comprehensive income for the period after tax - (1,491) - (1,491)

Issue of share capital - - - -

Share issue costs - - - -

Cost of share based payments 15 - - 8 8

Option reserve write back 15 - - (224) (224)

As at 31 December 2020 295,601 (299,145) 2,085 (1,459)

As at 30 June 2019 259,742 133,699) 2,857 128,900

Total comprehensive income for the period after tax - (36,593) - (36,593)

Issue of share capital 37,403 - - 37,403

Share issue costs (1,502) - - (1,502)

Cost of share based payments - - 257 257

Option reserve write back - - (1,073 (1,073

As at 31 December 2019 295,643 (170,292) 2,041 127,392




CONSOLIDATED STATEMENT OF CASH FLOWSFOR THE HALF YEAR ENDING 31 DECEMBER 2020

Notes 31 Dec 2020 31 Dec 2019$'000 $'000

CASH FLOWS FROM OPERATING ACTIVITIES

Payments to suppliers and employees (8,918) (5,895)

Interest received 1 316

Interest paid and other finance costs (409) -

Exploration and development expenditure – expensed - (509)

Receipt of government grants 337 -

NET CASH USED IN OPERATING ACTIVITIES ( 8,989) (6,088)

CASH FLOWS FROM INVESTING ACTIVITIES

Woodlawn Mine – asset under construction - (51,432)

Proceeds from sale of commissioning concentrates 464 5,180

Refund / (payment) of bond and bank guarantees (25) -

Proceeds from sale of financial assets - equity instruments - 1,386

Proceeds from sale of excess inventory and silver bullion 760 -

Receipt / (payment) for plant and equipment 615 (438)

Payments for foreign currency hedge transaction - (101)

Net proceeds from research and development refund 1,084 -

NET CASH USED IN INVESTING ACTIVITIES 2,897 (45,405)

CASH FLOWS FROM FINANCING ACTIVITIES

Proceeds from equity raising - 28,790

Payments for capital raising costs - (865)

Payment of principal portion of lease liabilities (221) (2,564)

Proceeds from borrowings 3,500 47,089

Payment of borrowing costs (212) (1,045)

NET CASH PROVIDED BY FINANCING ACTIVITIES 3,067 71,405

NET INCREASE / (DECREASE) IN CASH HELD (3,025) 19,912

Cash at the beginning of the reporting period 9,889 31,465

Foreign exchange (gain) / loss on translation - unrealised (93) (38)

CASH AT THE END OF THE REPORTING PERIOD 6,771 51,339




NOTES TO THE FINANCIAL STATEMENTSFOR THE HALF YEAR ENDED 31 DECEMBER 2020

NOTE 1 SUMMARY OF ACCOUNTING POLICIES

Statement of Compliance and Basis of Preparation

General

These general purpose financial statements for the interim half-year reporting period ended 31 December 2020 have been prepared inaccordance with Australian Accounting Standard AASB 134 'Interim Financial Reporting' and the Corporations Act 2001, as appropriate forprofit oriented entities. Compliance with AASB 134 ensures compliance with International Financial Reporting Standard IAS 34 'InterimFinancial Reporting'.

These financial statements have been prepared under the historical cost convention, except for the Group’s financial instruments that have allbeen measured at fair value.

The consolidated interim financial report does not include all of the information required for a full annual report and accordingly, this report isto be read in conjunction with the annual report for the year ended 30 June 2020 and any public announcements made by Heron ResourcesLimited during the half year in accordance with the continuous disclosure requirements of the Corporations Act 2001.

The accounting policies and methods of computation adopted in the preparation of the half year financial report are consistent with thoseadopted and disclosed in the Group’s annual report for the year ended 30 June 2020.

Going concern basis of accounting

The Group generated a loss for the six month period after tax of $1,491 (2019: loss of $36,593) and a net cash out flow from operating activitiesof $9,088 (2019: out flow $6,088). The interim financial statements for the six month period ended 31 December 2020 have been prepared onthe going concern basis, notwithstanding the fact that the Group incurred a net cash outflow from operating and investing activities for thesix month period of $6,063 (2019: outflow $51,493).

The Group continues to undertake the Strategic Process announced in August 2020 and expects it to complete according to the timetablepreviously described.

Accounting Standards and Interpretations issued but not yet effective

nitial application of the following Standards is not expected to materially affect any of the amounts recognized in the financial statements,but may change the disclosures made in relation to the Group’s financial statements:

The Directors of the Group do not anticipate that the adoption of above amendments will have a material impact in future periods on thefinancial statements of the Group.



Standard and Interpretation Effective for annual reportingperiods beginning on or after

Expected to be initially applied in the financial year ending

Amendments to IFRS 3 - Definition of a Business 1 January 2021 30 June 2022

Amendments to IFRS 9, IAS 39 - Interest Rate Benchmark 1 January 2021 30 June 2022

Amendments to IAS 1 (Presentation of Financial Statements) andIAS 8 (Accounting Policies, Changes in Accounting Estimates andErrors) – Definition of Material

1 January 2021 30 June 2022

31 Dec 2020 31 Dec 2019$'000 $'000

NOTE 2 OTHER INCOME

Interest received 2 121

Realised foreign exchange gain / (loss) (1) 1,002

Loss from sale of listed investments - (443)

Sundry income 10 3

Government grants 362 -

Research and Development Tax Incentive 1,129 -

1,502 683

NOTE 3. OPERATING EXPENSES

The profit / (loss) before income tax expense has been determined after charging a number of items including the following:

3a Depreciation of:

Plant and equipment 16 12

Motor vehicles 75 102

Right of Use Assets 94 951

185 1,065

3b Other expenses include the following:

Rental expense 11 33

Listing expense 36 87

Investor relations 12 49

Information technology 3 28

Other expense 401 153

463 350

3c Finance costs include the following:

Sedgman provision discount write back - 202

Senior debt interest 4,112 -

Convertible note interest 4,053 -

Finance lease liability interest 49 22

Expensed capital raising costs and other 644 563

8,858 787

3d Unrealised fair value adjustment on financial instruments includes:

Silver stream - 4,128

Zinc stream - 819

Financial liability - derivative (301) -

Convertible notes - -

Other 168 31

(133) 4,978



31 Dec 2020 31 Dec 2019$'000 $'000

3e Unrealised foreign exchange gain / (loss) includes:

Senior debt (9,057) (387)

Convertible notes (6,261) -

Other 111 413

(15,207) 26

31 Dec 2020 30 Jun 2020$'000 $'000

NOTE 4. TRADE AND OTHER RECEIVABLES

Goods & services tax receivable 26 103

Sundry debtors 59 50

Trade debtors - 1,341

Other debtors 35 35

120 1,529

NOTE 5. INVENTORIES

Refined metal - silver bullion - 270

Store stock and consumables 3,787 4,057

3,787 4,327

Store stock and consumables represents commissioning spares, chemical reagents, and other spare parts required at the Woodlawn mine.Store stock and consumables are valued at cost.

NOTE 6. FINANCIAL ASSETS – EQUITY INSTRUMENTS

Sky Metals Limited 610 1,290

Alchemy Resources Limited 216 240

826 1,530

The Group holds the following investment in Australian Stock Exchange listed companies:

Alchemy Resources Limited (ALY) is an Australian listed public exploration company with a focus on gold, base metal, and nickel-cobaltprojects. The Group held 12,000,000 shares and 12,500,000 options with an exercise price of $0.10 at reporting date. The underlyingAlchemy share price as at 31 December 2020 was $0.02 cents. The options have been valued at nil as at reporting date.

Sky Metals Limited (SKY) is an Australian listed public exploration company with a focus on gold and tin resource projects. The Groupheld 10,000,000 unlisted options with an exercise price of $0.15 at reporting date. The underlying Sky share price as at 31 December 2020was $0.19 cents


Heron Resources Limited ABN 30 068 263 098NOTE 3 OPERATING EXPENSES cont

31 Dec 2020 30 Jun 2020$'000 $'000

NOTE 7. OTHER ASSETS

CURRENT

Prepayments and other 647 468

Energy certificates 59 60

706 528

NON CURRENT

Tenement bonds and other 110 110

NOTE 8 PROPERTY, PLANT AND EQUIPMENTPlant and Motor equipment vehicles Total

$’000 $’000 $’000

31 December 2020

Cost 5,789 599 6,388

Accumulated depreciation (1,417) (575) (1,992)

4,372 24 4,396

Reconciliation

Opening carrying value 4,388 43 4,431

Additions - - -

Disposals - - -

Depreciation expense (16) (19) (35)

4,372 24 4,396

30 June 2020

Cost 16,312 1,340 17,652

Transfers from adoption of AASB 16 (10,523) (741) (11,264)

Accumulated depreciation (1,401) (556) (1,957)

4,388 43 4,431

Reconciliation

Opening carrying value 11,688 948 12,636

Adoption of AASB 16 (10,523) (741) (11,264)

Additions 3,360 40 3,400

Disposals (1) (30) (31)

Depreciation expense (136) (174) (310)

4,388 43 4,431



Rights of Use Assets Plant and Motor equipment vehicles Other Total

$’000 $’000 $’000 $’000

31 December 2020

Cost 8,432 459 924 9,815

Accumulated depreciation (1,218) (203) (282) (1,703)

7,214 256 642 8,112

Reconciliation

Opening carrying value 10,669 594 736 11,999

Additions - - - -

Disposals (700) (282) - (982)

Lease modifications / terminations (2,755) - - ( 2,755)

Depreciation expense - (56) (94) (150)

Closing carrying value 7,214 256 642 8,112

30 June 2020

Cost 700 - - 700

Adoption of AASB 16 16,702 741 924 18,367

Accumulated depreciation (1,218) (147) (188) (1,553)

Lease modification / Termination (5,515) - - (5,515)

10,669 594 736 11,999

Reconciliation

Opening carrying value - - - -

Transfers from adoption of AASB 16 10,523 741 - 11,264

ROUA from adoption of AASB 16 6,179 - 924 7,103

Additions 700 - - 700

Lease modifications / terminations - - - -

Depreciation expense (1,218) (147) (188) (1,553)

Lease modification / Termination (5,515) - - (5,515)

Closing carrying value 10,669 594 736 11,999


Heron Resources Limited ABN 30 068 263 098NOTE 8 PROPERTY, PLANT AND EQUIPMENT cont

NOTE 9 WOODLAWN MINE – ASSET UNDER CONSTRUCTION

Mine Under Rehabilitation construction asset Total

$’000 $’000 $’000

31 December 2020

Cost 306,272 15,751 322,023

Accumulated amortisation - - -

Impairment charge (150,867) - (150,867)

155,405 15,751 171,156

Reconciliation

Opening carrying value 155,405 15,751 171,156

Additions - - -

Net proceeds from commissioning concentrate sales - - -

Impairment - - -

Amortisation - - -

Closing carrying value 155,405 15,751 171,156

Mine Under Rehabilitation construction asset Total

$’000 $’000 $’000

30 June 2020

Cost 306,272 15,751 322,023

Accumulated amortisation - - -

Impairment charge (150,867) - (150,867)

155,405 15,751 171,156

Reconciliation

Opening carrying value 227,098 15,751 242,849

Additions 93,011 - 93,011

Net proceeds from commissioning concentrate sales (13,837) - (13,837)

Impairment (150,867) - (150,867)

Amortisation - - -

Closing carrying value 155,405 15,751 171,156

Determination of recoverable amount

For the half year to 31 December 2020 there has been no adjustment to the carrying value of the Woodlawn mine asset due to it being in careand maintenance.

As at 30 June 2020 a review was performed for indicators of impairment in order to determine whether a formal impairment assessment wasrequired. The market capitalisation of the Group being below the book value of its equity and the Woodlawn project having transitioned intocare and maintenance in March 2020 were identified as indicators of impairment. Where indicators of impairment exist, a formal estimate ofthe recoverable amount of the cash generating unit (CGU) is made. The recoverable amount is the higher of the CGU’s value in use (being thenet present value of expected future cash flows of the relevant cash generating unit) and fair value less costs to sell.

A value in use methodology is considered appropriate, even though the Woodlawn project is currently in care and maintenance, given theadvanced nature of the project’s development and positive short term re-start prospects.

The Woodlawn project is considered the Group’s sole CGU. Impairment testing on the Woodlawn project determined a full year impairmentloss of $150.8 million.

The recoverable amount of the CGU of $187.6 million, is determined based on value in use calculations using discounted cash flow projectionsbased on a number of factors, variables and assumptions. These include the level of proved, probable and inferred mineral resources, minerestart date, future technological changes, commodity prices, costs and foreign exchange rates covering a period of the life of the Woodlawnproject asset and the discount rate applied to the cash flows.

The cash flow projections which are used in determining any impairment require management to make significant estimates and judgements.



Key assumptions in preparing the cash flow projections are set out below.

Key assumptionsThe key assumptions on which management has based its cash flow projections when determining value in use calculations for the Woodlawnproject as at 30 June 2020 are as follows: • Commodity Prices: commodity pricing assumptions are based on management’s estimates and were derived from forecast pricing

estimates published by brokers and other reputable sources, denominated in US Dollars (USD) and presented in real terms, as of 30June 2020:USD, in real terms 2021 2022 2023 2023 Long term

Zinc ($/t) 2,375 2,448 2,491 2,544 2,646Lead ($/t) 1,887 1,910 1,955 1,939 1,984Copper ($/t) 6,086 6,322 6,439 6,602 6,614Silver ($/oz) 18.1 17.7 18.1 18.4 20.0Gold ($/oz) 1,757 1,596 1,555 1,519 1,525

• Discount Rate: a real post-tax discount rate of 8.5% was applied to the post-tax cash flows expressed in real terms. This discount rateis derived from the Group’s post-tax weighted average cost of capital (WACC), with appropriate adjustments made to reflect the risksspecific to the CGU and to determine the pre-tax rate. The WACC takes into account both debt and equity. The cost of equity is derivedfrom the expected return on investment by the Group’s investors. The cost of debt is based on its interest-bearing borrowings the Groupis obliged to service.

• Production Volumes: production volumes of 9.0 million tons of tailings dam ore and 3.4 million tons of underground polymetallic ore, atvarying ultimate recoveries of commodities depending on the concentrate produced, were incorporated into the cash flow model. Theseassumptions are based on a detailed life of mine plan and take into account ramp up and development plans approved by the directors.Production volumes are dependent on a number of variables, such as: the recoverable quantities; the production profile; the cost of thedevelopment of the infrastructure necessary to extract the reserves; the production costs; processing plant throughput levels; and theselling price of the commodities extracted. The production profile used was consistent with the reserves and resource volumes approvedas part of the Group’s process for the estimation of proved and probable reserves and resource estimates. These are then assessed toensure they are consistent with what a market participant would estimate.

SensitivityAfter recognition of the impairment loss, the estimated recoverable amount of the CGU is in line with the sum of the carrying amounts of theassets of the CGU.

Reasonably possible changes in certain of the key assumptions adopted in estimating the recoverable amount of the CGU could result inadditional impairment being necessary. The table below demonstrates the sensitivity of the Woodlawn project to such movements as at 30June 2020: Sensitivity Additional Impairment $A M 10% decrease in zinc price assumptions 37.710% decrease in zinc and 5% decrease in all other commodity price assumptions 57.96-month delay in restart of the mine 5.32% appreciation in AUD/USD exchange rate 13.11% added to discount rate 10.8

31 Dec 2020 30 Jun 2020$'000 $'000

NOTE 10 TRADE AND OTHER PAYABLES

Trade and other creditors under normal trading conditions 1,701 6,014

Trade and other creditors subject to forbearance 11,319 -

Sedgman settlement 2,028 2,028

15,048 8,042

Trade creditors are non-interest bearing and are normally settled on 30 day terms. Due to the short term nature of these payables, the carryingvalue is assumed to be the same as their fair value.

During the period, a number of significant trade creditors provided forebearance until August 2021 under a deed of settlement arrangement.


Heron Resources Limited ABN 30 068 263 098NOTE 9 WOODLAWN MINE – ASSET UNDER CONSTRUCTION cont

31 Dec 2020 30 Jun 2020$'000 $'000

NOTE 11 BORROWINGS

CURRENT

Senior debt 76,727 81,951

Borrowings - equipment finance - 191

C&M Loan - 3,779 -

Silver stream 17,254 17,438

Zinc stream 2,357 2,357

Lease liability - 2,175

100,118 104,112

NON CURRENT

Borrowings - equipment finance - 273

Lease liability 5,437 5,353

5,437 5,626

(a) Silver stream

The Group through its wholly owned subsidiary, Tarago Operations Pty Ltd, entered into a financing agreement with OMF Fund II (H) Ltd.This agreement included a Silver Streaming arrangement of US$16 million, which the Group received on the 8 March 2018. The sumreceived has been accounted for as a financial liability at fair value through Statement of Profit or Loss.

In May 2020, the Nomad Royalty Company Limited acquired the Silver stream from OMF Fund II (H) Ltd.

Under this agreement, the Group will deliver 80% of the silver extracted from the Woodlawn project (SML20) until it has delivered2,150,000 ounces of Refined Silver, followed by 40% of the silver extracted from the mine until it has delivered 3,400,000 of RefinedSilver, and thereafter 25% of the Refined Silver extracted from the mine.

The Group has elected to fair value the entire instrument. The obligation represents a derivative liability for the silver price optionfeature included in the agreement and will therefore be re-measured at each balance sheet date at fair value through profit or loss.

(b) Zinc stream

The Group through its wholly owned subsidiary, Tarago Operations Pty Ltd, entered into a financing agreement with OMF Fund II (H) Ltd.The agreement included a Zinc Streaming arrangement of US$3 million. The Zinc Streaming arrangement was approved by Heronshareholders on the 5 December 2019. The sum received has been accounted for as a financial liability at fair value through Statementof Profit or Loss.

In May 2020, the Nomad Royalty Company Limited acquired the Zinc stream from OMF Fund II (H) Ltd.

Under this agreement, the streaming rights under the existing stream arrangements will be extended to include additional ounces ofrefined silver via a payable zinc to silver conversion calculation. The zinc to silver conversion ratio is 170.2 silver ounces per metric tonneof zinc.

The Group will deliver 0.30% of zinc extracted from the Woodlawn project (SML20) until it has delivered 140 tonnes, followed by 1.15%of the zinc extracted from the mine until it has delivered 910 tonnes, followed by 2.25% of the zinc extracted from the mine until it hasdelivered 4,200 tonnes, and thereafter 0.75% of zinc extracted from the mine.

The Group has elected to fair value the entire instrument.

The discount rates used in the modelling of the Silver and Zinc stream were determined by probability weighting the likelihood that theWoodlawn project will restart and the likelihood that the holders of the stream would demand early repayment of the stream shouldthe waiver expire prior to the successful completion of the Strategic Process, which is their right under the stream arrangements.

(c) Senior debt

A loan facility for USD $60 million (funds were drawn down in three equal tranches) was provided as part of the financing agreementwith OMF Fund II (H) Ltd. The respective draw down dates were the 29 May 2018, 26 September 2018, and 21 December 2018.

The funding rate is the aggregate of a margin of 7.25% and the applicable Libor rate, being a minimum of 2.5%, for each interest period.The loan was initially recorded at fair value less associated transaction costs. The proceeds from draw down was considered torepresent the fair value of the facility at that time. The loan is subsequently measured at amortised cost, subject to the amendments inNote 1. Under the amended agreement discussed below, the Group has to maintain a cash balance of not less than AUD $10 million inits Tarago Operations Pty Ltd subsidiary operating accounts.



As announced on the 4 October 2019, the Group entered into a Debt Restructure agreement with OMF Fund II (H) Ltd whereby US$10Mof the existing US$60M was repaid and the maturity date of the existing loan facility was extended by 12 months from 31 December2022 to 31 December 2023 (and the repayment profile adjusted to match the revised cashflow profile and extended tenor).

On the 14 August 2020, the Group announced the commencement of the Strategic Process in relation to the Woodlawn project. Thisincluded long-term standstills from secured lenders and major unsecured creditors. During the long term standstill the Senior debtfunding rate will increase from September 2020 to 15%.

During August 2020, the Company obtained a loan from Castlelake for $3.5M (C&M Loan) to be used as working capital whilstWoodlawn is in care and maintenance.

Opening Foreign Debt Fair Closingcarrying Loan exchange Accured finance value carrying

value Drawdown Repayment loss/(gain) Interest costs loss/(gain) value

31 December 2020 $'000 $'000 $'000 $'000 $'000 $'000 $'000 $'000

Senior debt 81,951 - - (9,057) 3,833 - - 76,727

C&M Loan - 3,500 - - 209 70 - 3,779

Silver stream 17,438 - (184) - - - - 17,254

Zinc stream 2,357 - - - - - - 2,357

101,746 3,500 (184) (9,057) 4,042 70 - 100,118

Opening Foreign Debt Fair Closingcarrying Loan exchange Accrued finance value carrying

value Drawdown(i) repayment(ii) loss/(gain) Interest costs loss/(gain) value

30 June 2020 $'000 $'000 $'000 $'000 $'000 $'000 $000 $'000

Senior debt 92,556 1,968 (23,523) 2,023 8,927 - - 81,951

Silver stream 30,943 - (1,096) - - - (12,409) 17,438

Zinc stream - 4,420 (214) - - - (1,849) 2,357

123,499 6,388 (24,833) 2,023 8,927 - (114,258) 101,746

(i) Represents a debt restructuring fee capitalised into the loan balance.

(ii) Loan repayments comprise of interest payments and principal repayments. Principal repayments have been made in accordance with 4 October 2019 Debt

Restructure agreement.

31 Dec 2020 30 Jun 2020$'000 $'000

NOTE 12 CONVERTIBLE NOTE AND OPTION

Convertible Note

Opening balance 56,218 -

Issue of convertible notes - 50,949

Transaction costs - (1,989)

Write off of transaction costs - 1,989

Capitalised interest 4,053 4,419

Unrealised foreign exchange loss / (gain) (6,261) 712

Fair value of derivatives within convertible notes at recognition - (6,596)

Fair value adjustment to recognise at face value - 6,734

Closing balance 54,010 56,218


Heron Resources Limited ABN 30 068 263 098NOTE 11 BORROWINGS cont

31 Dec 2020 30 Jun 2020$'000 $'000

Convertible Option

Opening balance 1,200 -

Fair value of derivatives within convertible option at recognition - 6,596

Fair value adjustment of derivatives within convertible option 301 (5,396)


The Group has entered into Convertible Note Agreements of $50.9 million with each of the Castlelake Parties, the Greenstone Parties andOrion (‘Noteholders’) with the following terms:

Face value Each Convertible Note will be issued at face value, being US$1.00

Maturity 31 December 2024

Interest 3-month USD LIBOR (subject to a minimum 2.5%) plus 12.5%

Conversion Noteholders may elect to convert some or all of the Convertible Notes at any time after the date of issue of the relevantConvertible Note and prior to the Maturity Date

Conversion Shares The Conversion Shares will be calculated based on (a) the total amount outstanding in respect of each Convertible Note(included all accrued interest and fees); (b) divided by the USD:AUD exchange rate as at the date of the conversion notice;and (c) divided by the conversion price of $0.25

Security The Convertible Notes are unsecured

Derivative

A conversion option derivative liability exists in respect to the option of the Noteholders to convert the convertible notes into ordinary sharesof the company. The fair value of the conversion option was calculated using the Black-Scholes option pricing model with the followingoptions:

31 Dec 2020 30 Jun 2020

Opening value 1,199,642 -

Exercise Price ($) 0.25 0.25

Spot Price ($) 0.05 0.04

Valuation date 31-Dec-20 30-Jun-20

Expiration date 31-Dec-24 31-Dec-24

Term (years) 4.0 4.5

Risk free rate 0.3% 0.4%

Price Volatility 67% 65%

Value of call option ($) 0.007 0.006

No. of options 214,370,925 199,940,333

Closing value ($) 1,500,596 1,199,642

Fair value adjustment ($) (300,954) -

The equity conversion feature is accounted for as a derivative liability in the consolidated statement of financial position.


Heron Resources Limited ABN 30 068 263 098NOTE 12 CONVERTIBLE NOTE AND OPTION cont

31 Dec 2020 30 Jun 2020$'000 $'000

NOTE 13 PROVISIONS

CURRENT

Employee entitlements 333 401

Sedgman settlement(i) - -

Pybar settlement - 9,000

333 9,401

(i) As at 31 December 2020 the Sedgman and Pybar settlements have been reclassified as Trade and other payables. Refer to Note 10.

NON CURRENT

Employee entitlements 92 357

Rehabilitation provision(ii) 15,781 15,781

15,873 16,138

(ii) The rehabilitation provision for the Woodlawn mine is based on the assessment of an independent environmental consultant using the NSW Department of Resources and Energy (‘DRE’) rehabilitation cost estimation tool. Veolia Environmental Services (Australia) Pty Limited (‘Veolia’) has been instructed by the Environmental Protection Agency (‘EPA’) to halt production of the mulch material it produces at their Woodlawn bio-reactor site whilst further studies are undertaken. The mulch material is to be used by the Group free of charge to rehabilitate the mine site. If the Group is unable to use Velolia’s mulch then the rehabilitation provision may be increased.

NOTE 14 CONTRIBUTED EQUITY31 Dec 2020 30 Jun 2020 31 Dec 2020 30 Jun 2020

Shares Shares $’000 $’000

Issue of ordinary shares

Opening balance 428,664,605 241,666,912 295,601 259,742

Issue of share capital - 186,997,693 - 37,403

Share issue costs - - - (1,544)

Closing balance 428,664,605 428,664,605 295,601 295,601

Ordinary shares entitle the holder to participate in dividends and the proceeds on winding up of the Group in proportion to the number ofshares held. On a show of hands every holder of shares present at a meeting in person or by proxy, is entitled to one vote, and upon a polleach share is entitled to one vote.

The Group does not have authorised capital or par value in respect of its issued shares.

.



31 Dec 2020 30 Jun 2020$'000 $'000

NOTE 15 ACCUMULATED LOSSES AND RESERVES

Option Reserve

Opening balance 2,301 2,857

Cost of share based payments 8 227

Write back lapsed options expense (224) (783)


Accumulated Losses

Opening balance (297,654) ( 133,699)

Net profit/(loss) for the period (1,491) (163,955)

Closing balance (299,145) ( 297,654)

The option reserve is used to recognise the fair value of options issued and expensed over the vesting period and credited to this reserve.The shares will reverse against ordinary share capital when the underlying options are exercised or lapse.

NOTE 16 SEGMENT REPORTING

The nature of operations and principal activities of Group are exploration, mine development, mine operations and the sale of Zinc, Copperand Lead concentrate in Australia. Given the nature of the Group, its size and current operations, management does not treat any part of theGroup as a separate operating segment. Internal financial information used by the Group’s chief operating decision maker is presented as aGroup without dissemination to any separately identifiable segments.

Accordingly the financial information reported elsewhere in this financial report is representative of the nature and financial effects of thebusiness activities in which it engages and the economic environments in which it operates.

NOTE 17 EARNINGS PER SHARE31 Dec 2020 31 Dec 2019

Basic earnings per Share (0.006) (0.103)

Weighted average number of ordinary shares outstanding during the year used in the calculation of basic earnings per share 242,049,426 355,229,896

Diluted earnings per Share (0.006) (0.103)

Weighted average number of ordinary shares outstanding during the year used in the calculation of diluted earnings per share. 242,049,426 355,229,896

Earnings profit/(loss) used in calculating basic and diluted earnings profit/(loss) per share (1,491,348) (36,593,303)

The outstanding options and performance rights as at reporting date are not considered dilutive.



NOTE 18 SUBSEQUENT EVENTS

Other than those noted below there is no matter or circumstance which has arisen since 31 December 2020 that has significantly affected ormay significantly affect:

The operations, in the financial years subsequent to 31 December 2020, of the Group; or the results of those operations.

NOTE 19 CONTINGENCIES

Performance bonds and rental bond commitment

The Group has provided cash backed performance bonds with the NSW Department of Resources and Energy with respect to itsenvironmental obligations.

The Group has rental bond commitments over its leased office and residential premises.

Agreement with Veolia Environmental Services (Australia) Pty Ltd

The Group has agreed with Veolia:

(i) To assume the environmental liabilities associated with the Woodlawn site, excluding Veolia’s area of operation.

(ii) Subject to certain approvals being received by Veolia and the Group, the Group will receive “free-on-board” compost from Veolia to beutilised in the rehabilitation of the Woodlawn project site.

(iii) To fully indemnify Veolia for all direct and or consequential loss and damage suffered by Veolia as a result of or caused by or contributedto by any act or omission or default by the Group, connected with its operations at the Woodlawn project site.

Other contingent liabilities

Native title claims have been made with respect to areas which include tenements in which the Group has interests. The Group is unable todetermine the prospects for success or otherwise of the claims and, in any event, whether or not and to what extent the claims maysignificantly affect the consolidated entity or its projects.

None of these contingent liabilities has been provided for in the financial report.



ASX:HRRwww.heronresources.com.au

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